Banking, Finance and Capital Markets
Pavel, Margarit and Associates Romanian Law Firm has over 15 years of experience and has been recognized on the market as a strong and respected firm that assists and advises both domestic and international major real estate and construction developers and key players from the energy and natural resources sector on mandates involving complex financing cross-border matters.
The law firm assists companies with financing matters, frequently acting alongside major international law firms in cross-border transactions, providing high standard expertise from project financing, acquisition, debt restructuring, refinancing, acquisition of distressed assets and NPL portfolios, equity transactions, intra-group financing, club loans, security packages including mortgages, warranties, due diligence, to structuring of the entire transaction. The firm assists Clients with negotiations, structuring and documenting all financing agreements, including structured finance, asset-based financing, corporate finance, real estate-secured loans, to name a few.
Our Banking and Finance department works closely with our Dispute Resolution department assisting with matters pertaining to compliance issues, alternative disputes, and financial investigations. Considering that a significant number of financing projects involve wide-scale transactions, our lawyers successfully collaborate inter-departmentally in order to tackle any sort of transaction that has a financial feature, from debt recovery, bankruptcy and restructuring, enforcement, to transfers of portfolios or non-performing loans transactions.
What distinguishes our practice from others is our close working relationship we have established with our clients, in sense of knowing our clients by understanding how they underwrite, document and manage their business and as a result, we deliver proper legal advice regarding any possible investment made, or any subject in the area of business finance.
- Acquisition Finance;
- Real Estate Finance;
- Alternative Sources of Debt Funding;
- Commercial Lending;
- Regulated Lending;
- Contract Negotiation;
- Deal Structure
- Non-Performing Loan Restructuring (NPLs)
- Collateral Guarantees Negotiation;
- Sale and Leaseback Transactions;
- Prepayment Transactions;
- Debt Assignment
International Financial Law Review IFLR1000 – 2020
Banking and Finance, Corporate and M&A
Highly regarded lawyer expertise in Real Estate, Restructuring and Insolvency and Banking and Finance practice areas
This year, the law firm was ranked among the best companies in Romania in Banking and Finance practice area. At the same time, IFLR1000 recognized the results obtained by Pavel, Margarit and Associates Romanian Law Firm within the Corporate practice area. This is the fourth year in a row that the famous publication recognizes the results obtained by the lawyers from Pavel, Margarit & Associates Romanian Law Firm.
IFLR1000 specialists note that “Pavel Margarit & Associates specializes in the minerals sector advising foreign mining and development companies on both corporate transactions and project work. The research period saw the firm act on acquisitions, financings and restructurings for international mining groups. It also provided regulatory advice concerning mining explorations and operations in Romania. Elsewhere, work in real estate and financial sectors also kept the firm busy”.
At the same time, IFLR 1000 ranked Radu Pavel, the Managing Partner of Pavel, Margarit & Associates Romanian Law Firm, as highly regarded lawyer for his expertise in Real estate, Restructuring and Insolvency and Banking practice area.
International Financial Law Review IFLR1000 – 2019
Banking and Finance, Corporate and M&A
Highly regarded lawyer expertise in Real Estate, Restructuring and Insolvency and Banking practice area
The guide has recently published the new rankings, valid for the year 2019. Pavel, Margarit & Associates Romanian Law Firm was ranked on top places in Banking and Finance and Corporate practice area.
IFLR 1000 ranked Radu Pavel, Managing Partner of Pavel, Margarit & Associates Romanian Law Firm, as one of the most valuable and experienced lawyers in Romania in Banking and in Restructuring and Insolvency practice areas, in cases related to Real estate industry.
IFLR1000 specialists note: “Pavel Margarit & Associates specializes in the minerals sector advising foreign mining and development companies on both corporate transactions and project work. The research period saw the firm act on acquisitions, financings and restructurings for international mining groups. It also provided regulatory advice concerning mining explorations and operations in Romania. Elsewhere, work in real estate and financial sectors also kept the firm busy”.
International Financial Law Review IFLR1000 – 2018
Banking and Finance, Corporate and M&A and Restructuring and Insolvency
Pavel, Margarit & Associates Romanian Law Firm was ranked in the Banking and Finance, Corporate and M&A and Restructuring and Insolvency practice areas.
“In the M&A space the firm acted on a number of matters in the mining sector including acquisitions and disposals. In the banking space the firm has acted on corporate finance and restructurings. The firm also acted on a number of insolvency cases in the construction and manufacturing industries.”
International Financial Law Review IFLR1000 – 2017
Radu Pavel – IFLR 2017
Banking and Finance, Restructuring and Insolvency
“Pavel Margarit & Associates is best known for its restructuring practice and has been involved in insolvencies and restructurings in the industrials, construction and natural resources sectors during the research period.”
“Radu Pavel is one of the most valuable lawyers in Romania in Banking and in Restructuring and Insolvency practice areas.”
IFLR1000 noted that the Romanian law firm Pavel, Margarit & Associates “in the banking and finance area (…) it can be said that the firm has been active on new lending and restructuring matters advising borrowers in the iron and steel and real estate sectors.”
The guide to the world’s leading financial and corporate law firms, International Financial Law Review, has ranked Attorney at Law, PHDc, Managing Partner of Pavel, Margarit & Associates, Mr. Radu Catalin Pavel as a rising star in Romania in Restructuring and Insolvency and Banking Practice Areas in the Financial and Corporate 2017 Guide. Also, Attorney at Law Radu Catalin Pavel was ranked as Rising Star in the Real Estate Industry Sector in Financial and Corporate 2017 Guide, IFLR 1000.
- Assisted an AIM listed and multi-commodity resource exploration and development company, in a cross-border financing transaction spanning three jurisdictions (Romania, the U.K. and Switzerland) with Mercuria Energy Trading, one of the largest trading houses in the world. The firm assisted with all aspects pertaining to the transaction.
- Assisted an AIM-listed mining company with mines in Romania and Zimbabwe, the only operating investor in the mining industry in Romania in an intra-group financial project. Our legal services included advising the finance parties in the syndicate on all the Romanian law aspects regarding the financing of the construction, commissioning, development, operation and maintenance of several mines operated by the group of companies in Romania.
- Assisted an AIM-listed mining company with mines in Romania and Zimbabwe, the only active operating investor in the mining industry in Romania in a binding conditional Bond Issue Deed through an issuance of secured convertible bonds to a UK based private equity fund, spanning over 4 jurisdictions: U.K., Romania, U.S. and Switzerland.
As part of the condition precedent, we have assisted and drafted the corporate legal opinions (the capacity, the corporate approvals, the warrant instruments, the consent of all obligors, the due-diligence process and assisted with the regulatory matters) and the mortgage over the shares of all Romanian subsidiaries including all the necessary corporate approvals, the registration of the movable mortgage over shares in the National Register and updating the shareholder registry. (EUR 15,000,000)
- Assisted a major real estate developer, in a NPL acquisition from an asset management company, estimated at EUR 4.9 MIL. As part of our legal services, we drafted the debt assignment agreement, advised on the structure of the agreement and drafted the strategy. In addition to that, we assisted with all the negotiations with the seller on behalf of the client and in all stages of the deal and drafted the necessary documentation.
- Assisted a leading operational mining exploration and development company in Romania in a financing transaction with another mining company. The financing consisted of loans in USD, EUR and GBP amounting to USD 4.5 MIL, a secured assets-based loan facility for financing works consisting in prospection, exploration, development and exploitation. As the transaction was structured as a club loan, the firm acted for the lender and the security addressee and assisted throughout the negotiations of the Romanian law security documents.
- Assisted a UK mining company, in the partial acquisition of a mining company in Romania. Our law firm acted as the sole Romanian legal advisor of the client in the transaction spanning over two jurisdictions, Romania and the U.K. Our services included the assistance in all stages of the project.
- Assisted a shareholder of a leading Romanian retail group of companies owning children products stores and a pharmaceutical chain, in an appeal against the enforcement measures initiated by a bank, acting as a guarantor of the loan taken by the group of companies from the bank, amounting to EUR 3 MIL.
- Assisted a major local Romanian iron and steel manufacturer with restructuring of a credit facility agreement worth over EUR 2.5 MIL, with a Romanian bank. The firm created a restructuring strategy, negotiated the interest rates and drafted and amended the restructuring documentation.
- Assisted a leading operational mining exploration and development company in Romania, in a complex fiscal and administrative claim, which was raised in a EUR 2,500,000 tax dispute regarding the reimbursement of VAT resulting from several exports of ore concentrates.
- Assisted a leading heavy industry manufacturer of ships and navy components, in a restructuring project with a major Romanian bank. As the client was already restructured from the insolvency proceedings and successfully reintegrated in the economic circuit, the existing credit facilities had to be renegotiated and updated according to the market and company`s own conditions. (EUR 2,500,000)The firm assisted with structuring the transaction, reviewing of the transaction documents and assistance with the bank`s abusive claims and the special terms and conditions.
- Assisted one of the largest retailers of electric vehicles in Romania, in a financing project for the importing of electric products from China, with a non-banking financial institution and a Romanian bank. Our legal services included advice on the structuring, preparation and negotiation of all the financing transaction documents, negotiating the factoring facilities, reviewing the receivables assignment agreement, mortgage agreement on receivables, secured convertible instruments notes. (EUR 2,500,000)
- Assisted a major Romanian iron and steel manufacturer, with a NPL portfolio acquisition from a private equity fund that was previously owned by the largest Romanian financial institution. Whilst acting as the client`s sole legal advisor, our services included the preparation of a legal due diligence report, drafting and negotiating the transaction documents and assisting in all negotiations with the seller. Our mandate involved assistance in all stages of the deal, including pre-closing, closing and post-closing matters, inasmuch as regulatory and financings. (EUR 2,500,000)
- Assisted and represented a leading Romanian retail group of companies owning children products stores and a pharmaceutical chain, with the restructuring of a credit facility agreement with a major bank. Our assistance consisted in creating a complex legal structure and restructuring strategies, assessment of the documentation pertaining to the credit facility agreement, drafting amended and restated finance documents, performance of an extensive due diligence on the loan agreement and related security documents, drafting and reviewing the amended finance documents and assistance throughout the negotiations between the borrower and the financial creditor. (EUR 2,100,000)
- Assisted a leading UK Ltd company, with operations in mineral resources and gold exploration, in the 100% acquisition of a Romanian gold exploration company. We assisted with the preparation and negotiation of the security documents of the transaction that included the receivables assignment agreement, mortgage agreement on receivables, secured convertible instruments notes, security trust deed, the mortgage over the share agreement, creation of new security interests, the registration and perfection of it and several regulatory issues, such as compliance, financing agreements, security mechanisms, legal structure of the transactions. (USD 2,000,000)
- Assisted a leading operational mining exploration and development company in Romania in a group restructuring process, following the merger through absorption of a former Romanian state-owned mine. We assisted in relation to a juridical audit regarding the financing project, prior to the conclusion of the merger. In addition to that, we advised regarding the securities over the assets, the tax related issues, the structure of the transaction and analysis of the transactional documents. The transaction spanned over three jurisdictions (Romania, the U.K. and the British Virgin Islands). (EUR 2,000,000)
- Assisted a major company in the domain of ore extraction, part of a well-known group with a high reputation on the international market, in a complex fiscal and administrative claim with the National Agency for Fiscal Administration, for denying the VAT reimbursement request filed by the client. Our services included assistance with drafting the VAT return request, assisting with the VAT inspection, tax audit reports and assistance with tax law, review of the tax decisions and all elements pertaining to financial aspects. (EUR 1,200,000)
- Advised an important Romanian bank listed on the Bucharest Stock Exchange, in a complex procedure of dissolution and voluntary insolvency winding up of one of the bank subsidiaries. As the sole legal consultant of the client, our assistance included the advice on the transaction structure, conducting several due-diligence reports and memoranda, reviewing credit agreements and related mortgages, including from an insolvency perspective, advising on the financial aspects of the liquidation balance sheet, reviewing the transaction documents and assistance in the signing, closing and post-closing. We have assisted the client in all stages of the deal, including a full assessment of the transaction implications under Romanian law. (EUR 1,000,000)
- Assisted a real estate developer, in an opposition to the enforcement procedures filed by a bank. The client was acting as the guarantor of the loan agreement signed between a company and the bank. We managed to obtain the cancellation of the abusive clauses and declaring of the full balance due as abusive, drafted a strategy for challenging the enforcement, analyzed the loan agreement and the illegality of the clauses deemed abusive, also assisting with the drafting and negotiation of the financial documentation. (EUR 325,000)
- Assisted a major Romanian mining company that operates polymetallic mining in a cross-border transaction (Romania, the U.K. and Switzerland) regarding the entry by our Client into a Prepayment Agreement with a company incorporated under the laws of Switzerland, one of the largest integrated energy and commodity trading companies in the world. We reviewed and drafted the commercial contracts pursuant to which the client agreed to sell zinc and copper concentrates, the entry into a U.K. law governed guarantee agreement pursuant to our Client’s guarantee regarding the prompt payment when due, of all present and future payment obligations of the company to another company from the same group of companies, arising from or in connection with all of the transaction documents. (USD 9,500,000)
- Assisted a major Romanian mining company that operates polymetallic mining with regard to a consolidated and restated version of a loan agreement concluded with a British company, listed on the London Stock Exchange. We advised, assisted and represented the client in the negotiations of the terms of the consolidated agreement, determine the status of the amounts due by our Client to the lender, in order to accurately determine the parties’ agreement to date. This operation was necessary for the purpose of concluding a Receivable Mortgage Agreement over the mentioned receivables. Also, the role of the department was to negotiate some of the provisions of the agreement with the legal counsels of the British company. (USD 16,000,000)
- Assisted a major Romanian mining company that operates polymetallic mining in a multi-million USD cross-border transaction regarding the sale-purchase of mining concentrates. We drafted the transaction documents, including the consolidated version of the loan agreement, reviewed the governing Romanian law on the governed tangible assets mortgage agreement with one of the largest integrated energy and commodity trading companies in the world as mortgagee, pursuant to which our Client secured all money obligations and liabilities due (Secured Obligations), owing or incurred to the latter by the Client, the Sole Shareholder, and/or any other party under or in connection with all transaction documents, by creating a tangible assets mortgage agreement over the Client’s tangible assets. (USD 16,000,000)
- Assisted a major Romanian mining company that operates polymetallic mining in a multi-million USD cross-border transaction regarding the sale-purchase of mining concentrates. We drafted the consolidated version of the Loan Agreement by and between the Lender, on the one hand, and the client and an affiliated group company as the Borrowers, on the other hand, loan granted for the purpose of providing working capital facilities to the Borrower and a receivable mortgage agreement. (USD 16,000,000)
- Assisted a major Romanian heavy industrial manufacturer, in negotiating and concluding the diminishing of the monthly costs of the loan agreement contracted with a major Romanian bank. We analyzed the loan contract from a commercial point of view, drafted all necessary documentation and created a strategy for tackling the project. Prior to that, the client signed an addendum with the bank through which the interest and total loan rate were reduced by more than 25%. (EUR 240,000)
- Assisted a major foreign real estate developer, with regard to a debt assignment with one of the largest non-banking financial institutions in Romania. The client acted as a creditor in an insolvency file in which the debtor developed a residential project of over EUR 15 MIL, the company holding assets of over EUR 6.5 MIL and liabilities amounting to EUR 30 MIL. We negotiated the terms and conditions of the debt assessment case for the client that sought to purchase the debt from the non-banking financial institution.
- Assisted a major foreign real estate developer, with regard to a debt assignment with one of the largest non-banking financial institutions in Romania part of an international management loan and credit claims’ company. We negotiated the terms and conditions of the debt assessment case for the client that sought to purchase the debt from the non-banking financial institution. (EUR 8 MIL)
- Assisted a major iron and steel Romanian manufacturer specialized in supplying of welded nets, in a EUR 2.2 MIL transaction regarding a loan obtained. We advised during the negotiations of the terms and conditions of the loan agreement and the collateral documents.
- Assisted a top international company performing activities related to the mineral resources’ domain of EUR 2 MIL loan agreements concluded between several member companies of the same group. We reviewed and negotiated the terms and conditions of the loan agreements from a commercial perspective, drafted the loan agreements, drafted the shareholder’s decision for approving the loan agreements, review the company’s documents necessary for the signing of the loan agreements and draft several legal opinions with respect to the signing of the loan agreement.
- Assisted a major Romanian iron and steel manufacturer in the process of restructuring of a credit of over EUR 3 MIL, borrowed from a major Romanian bank. We assisted and represented the client with the negotiations, successfully managed to reschedule the credit on a long period after a long process of negotiations. During the negotiations with the bank we have filed a court case having as object to oblige the Bank to sign the reschedule of the credit according to the restructuring plan approved by the creditors.
- Advised a leading Romanian real estate developer in relation to a loan of approximately EUR 85 MIL. Analyzing the loan agreements, the promissory note agreements, and giving legal opinions over the client’s obligations towards the bank.
- Advised a leading Romanian real estate developer in relation to a EUR 6 MIL loan agreement, the rights and obligations arising from that credit agreement, especially the bank`s obligation for financing the real estate project.
- Assisted a major Romanian iron and steel wholesale warehouse in the process of restructuring of a credit borrowed from a Romanian bank in value of around EUR 450,000. The restructuring of the credit was successfully done in the insolvency period, before the restructuring plan was approved by the creditors. We have assisted and represented the client in the negotiations with the Bank in regard to the maturity of the credit, reduction of the monthly rate, reduction of the yearly interest rate and successfully signed the addendums and rescheduling the credit until the reorganization plan was approved by the creditors.
- Assisted a leading Romanian retail group of companies owning children products stores and a pharmaceutical chain, in negotiating the clauses of a credit around EUR 400,000 borrowed from the bank. We analyzed and negotiated the contractual clauses of the credit contract and as well the mortgage contract clauses and presented to the client the risk exposure. In addition to that, we reviewed the General Conditions regarding the credit contract, advised the client about the abusive clauses and adjusted it for a fair play contract for both parties.
- Assisted one of the main telecommunications and IT wholesale supplier in Romania in rescheduling a credit line of over EUR 500,000 borrowed from a Romanian bank. We reviewed the General Conditions regarding the credit, advised the client about the abusive clauses and adjusted it for a fair play contract for both parties.
- Assisted the Managing Director of an automotive Romanian company, to reschedule a private credit in value of around CHF 500,000 borrowed from the bank. We drafted a legal opinion, analyzed the clauses of the contract and the clauses of the addendum proposed by the Bank including the modification of the credit value, diminution of some commissions and exclusion of others, diminution of interest rate, facilities adjustment in the first year after signing the addendum.
- Assisted a major Romanian iron and steel wholesale warehouse in the process of restructuring of a credit borrowed from a Romanian bank in value of around EUR 1.2 MIL. The restructuring of the credit was successfully done in the insolvency period, before the restructuring plan was approved by the creditors. We have assisted and represented the client in the negotiations with the Bank for rescheduling of the remaining unpaid rate, obtaining a six-month grace period and another six months with 50% reduced interest rates and successfully signed the addendums and rescheduling the credit until the reorganization plan was approved by the creditors. Our role was to assist and represent the client in front of the bank that led to the closing and successfully sign the addendums to the credit contracts and the client received the affirmative vote from the Bank for the reorganization and restructuring plan.
- Advised a leading Romanian real estate developer in relation to a EUR 500,000 loan agreement contracted from a Romanian bank. We reviewed the clauses of the loan agreement regarding the rights and obligations of the parties arising from the association and the mortgage agreements signed by the guarantor for the credit taken by the client.
- Assisted a leading Romanian warehouse and wholesale of industrial and machinery equipment, company in insolvency, regarding the Loan Agreements concluded with a major Romanian bank for a loan amounting over EUR 200,000, before the opening of the insolvency proceedings. The company revised the Loan Agreements and the Addenda concluded with the bank, in terms of loaned value, value of the guarantees brought (over EUR 260,000), as well as in terms of fulfillment of the obligations of the judicial administrator, in terms of how the registration of the receivable of the bank was registered in the statement of affairs of the company in insolvency and the deficiencies in performing its obligations that determined the bankruptcy of the debtor company.
Assisted a large pharmaceutical company, the first Romanian company to apply and be accepted as member of EAEPC (European Association of Euro-Pharmaceutical Companies), with reviewing of a Loan Agreement concluded with an investment company, taking into consideration the Regulation of the European Union on the law applicable to contractual obligations, Rome I.